Title Termination Notice Sample Clauses

Title Termination Notice. (i) If Seller does not deliver a Response Notice prior to the expiration of the Seller Notice Period, or if Seller’s Response Notice states that Seller will not cure a matter set forth in Purchaser’s Notice of Objection, Purchaser may, as its sole and exclusive remedy at law or in equity, terminate this Agreement by sending notice in writing to Seller (the “Title Termination Notice”) within ten (10) days after Purchaser’s receipt of the Response Notice (or, in the event that a Response Notice is not timely delivered, within ten (10) days after the expiration of the Seller Notice Period). If Seller agrees to cure a matter set forth in Purchaser’s Notice of Objection but fails to cure such matter prior to Closing, or if Seller does not cure at or prior to Closing any matters covered by the second sentence of Section 5(b)(iii), Purchaser may, as it sole and exclusive remedies at law or in equity (but subject to the next sentence): terminate this Agreement; or enforce its rights under this Agreement via a suit for specific performance (or xxx for damages if and to the extent allowed pursuant to Section 15(b) hereof). In the event that this Agreement is terminated by Purchaser pursuant to this Section 5(c)(i): (A) the Escrow Fund shall be paid to Purchaser; (B) this Agreement shall become null and void and of no further force or effect, except for the obligation to pay the Escrow Fund to Purchaser and except for those obligations expressly stated to survive the termination of this Agreement; and (C) neither Seller nor Purchaser shall have any further liability or obligation to the other under this Agreement, except for the obligation to pay the Escrow Fund to Purchaser and except for those obligations expressly stated to survive the termination of this Agreement. Notwithstanding anything to the contrary, nothing contained in this Section 5(c) shall impair any right to specific performance or other remedies that Purchaser shall otherwise have pursuant to this Agreement. (ii) Notwithstanding anything to the contrary, all conditions and contingencies in this Agreement are for the benefit of Purchaser. Accordingly, Purchaser may waive any conditions or contingencies set forth herein and accept such title as Seller may be able to convey. (iii) If Purchaser does not (A) send a Title Termination Notice within the time period set forth in Section 5(c)(i), or (B) otherwise terminate this Agreement pursuant to such section, the Unpermitted Exceptions (other than those co...
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Title Termination Notice. If, pursuant to Section 2.3 of this Agreement, Seller notifies Buyer that Seller does not agree to cause Buyer’s title insurance company to remove the Unpermitted Exceptions or it is deemed that Seller does not agree to cause Buyer’s Title Company to remove the Unpermitted Exceptions, Buyer may terminate this Agreement by giving notice in writing to Seller (the “Title Termination Notice”) within three (3) days following Seller’s issuance of the Response Notice (“Title Termination Date”). If Buyer gives a timely Title Termination Notice on or prior to the Title Termination Date: the Deposit shall be paid to Buyer; this Agreement shall become null and void and of no further force or effect, except for those obligations expressly stated to survive the termination of this Agreement; and neither Seller nor Buyer shall have any further liability or obligation to the other under this Agreement, except for those obligations expressly stated to survive the termination of this Agreement. If Buyer does not give a Title Termination Notice on or prior to the Title Termination Date, Buyer shall be deemed to have waived its rights to termination this Agreement pursuant to this Article 2, the Unpermitted Exceptions shall be deemed accepted by Buyer, shall thereafter be Permitted Exceptions, and this Agreement shall remain in full force and effect.
Title Termination Notice. 11 Violations........................................................... 20 Lenders.............................................................. 30
Title Termination Notice. Unless either party agrees to cause all of the Unpermitted Exceptions to be removed from the Title Report or otherwise addressed to the satisfaction of the other party, such party may terminate this Agreement by giving notice in writing to the other (the “Title Termination Notice”) within five (5) business days following receipt of the Response Notice or the date the Response Notice is deemed given. If either party gives a Title Termination Notice, this Agreement shall become null and void and of no further force or effect, except for those provisions that survive the early termination of this Agreement.
Title Termination Notice. If, pursuant to Subsection 3.2(c) of this Agreement, Seller notifies Purchaser that Seller does not agree to cause the Unpermitted Exceptions to be removed from the Title Commitment or is deemed to have not agreed to do so, Purchaser may terminate this Agreement by giving notice in writing to Seller (the "Title Termination Notice") within ten (10) days following Purchaser's receipt of the Response Notice, or if Seller does not provide a Response Notice, within twenty (20) days following the expiration of the Seller Notice Period. If Purchaser gives a Title Termination Notice, this Agreement shall terminate and Escrow Agent shall promptly return the Deposit to Purchaser. If Purchaser does not give a Title Termination Notice within the period set forth in this Subsection, the Unpermitted Exceptions will thereafter be deemed Permitted Exceptions, and this Agreement shall remain in full force and effect.

Related to Title Termination Notice

  • Termination Notice If either Party, having become entitled to do so, decides to terminate this Agreement pursuant to the preceding Clause 8.2 (a) (i) or 8.2 (a) (ii), it shall issue Termination Notice setting out: (i) in sufficient detail the underlying Force Majeure Event; (ii) the Termination Date which shall be a date occurring not earlier than 60 (sixty) days from the date of Termination Notice; (iii) the estimated Termination Payment including the details of computation thereof and; (iv) any other relevant information.

  • Early Termination Notice (a) If the Corporate Taxpayer chooses to exercise its right of early termination under Section 4.1 above other than in connection with a Change of Control or Subsequent IPO, the Corporate Taxpayer shall deliver to the ITR Entity notice of such intention to exercise such right (“Early Termination Notice”) and a schedule (the “Early Termination Schedule”) specifying the Corporate Taxpayer’s intention to exercise such right and showing in reasonable detail the calculation of the Early Termination Payment for the ITR Entity. The Early Termination Schedule shall become final and binding on all parties 30 calendar days from the first date on which the ITR Entity has received such Schedule or amendment thereto unless the ITR Entity (i) within 30 calendar days after receiving the Early Termination Schedule, provides the Corporate Taxpayer with notice of a material objection to such Schedule made in good faith (“Material Objection Notice”) or (ii) provides a written waiver of such right of a Material Objection Notice within the period described in clause (i) above, in which case such Schedule becomes binding on the date the waiver is received by the Corporate Taxpayer (the “Early Termination Effective Date”). If the parties, for any reason, are unable to successfully resolve the issues raised in such notice within 30 calendar days after receipt by the Corporate Taxpayer of the Material Objection Notice, the Corporate Taxpayer and the ITR Entity shall employ the Reconciliation Procedures. (b) If the Corporate Taxpayer chooses to exercise its right of early termination under Section 4.1 above in connection with a Change of Control or Subsequent IPO, any reference to 30 calendar days in Section 4.2(a) above shall instead be deemed to be 10 calendar days.

  • Effect of Termination Notice Where Network Rail or the Train Operator has served a Termination Notice on the other: (a) the service of the Termination Notice shall not affect the parties’ continuing obligations under this contract up to the date of termination, which date shall be determined in accordance with paragraph 3.4(c); (b) the party which has served the Termination Notice shall withdraw it by notice to the other party, upon being reasonably satisfied that the relevant Event of Default has been remedied; and (c) this contract shall terminate on the later of: (i) the date and time specified in the Termination Notice for the contract to terminate (or such later date and time as the party which served the Termination Notice notifies to the other before the date and time so specified); and (ii) the date on which a copy of the Termination Notice is given to XXX.

  • Contents of Termination Notice A Termination Notice shall specify: (a) the nature of the relevant Event of Default; (b) a date and time, which shall be reasonable in the circumstances, at which termination is to take effect; and (c) whether the party serving the Termination Notice reasonably considers that the Event of Default is capable of remedy, and where the relevant Event of Default is capable of remedy: (i) the steps which the party serving the Termination Notice believes are reasonably required to remedy the Event of Default; and (ii) a reasonable grace period within which such steps may be taken (where the Event of Default is a failure of the Train Operator to pay Track Charges or other amounts due, seven days is a reasonable grace period).

  • CFR PART 200 Termination Termination for cause and for convenience by the grantee or subgrantee including the manner by which it will be eff ected and the basis for settlement. (All contracts in excess of $10,000) Pursuant to the above, when federal funds are expended by ESC Region 8 and TIPS Members, ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for cause after giving the vendor an appropriate opportunity an d up to 30 days, to cure the causal breach of terms and conditions. ESC Region 8 and TIPS Members reserves the right to terminate any agreement in excess of $10,000 resulting from this procurement process for convenience with 30 days notice in writing to the awarded vendor. The vendor would be compensated for work performed and goods procured as of the termination date if for convenience of the ESC Region 8 and TIPS Members. Any award under this procurement process is not exclusive and the ESC Region 8 and TIPS reserves the right to purchase goods and services from other vendors when it is in the best interest of t he ESC Region 8 and TIPS. Does vendor agree? Yes

  • Notice of Termination Events Neither any Purchaser Agent nor the Administrator shall be deemed to have knowledge or notice of the occurrence of any Termination Event or Unmatured Termination Event unless the Administrator and the Purchaser Agents have received notice from any Purchaser, the Servicer or the Seller stating that a Termination Event or an Unmatured Termination Event has occurred hereunder and describing such Termination Event or Unmatured Termination Event. In the event that the Administrator receives such a notice, it shall promptly give notice thereof to each Purchaser Agent whereupon each such Purchaser Agent shall promptly give notice thereof to its related Purchasers. In the event that a Purchaser Agent receives such a notice (other than from the Administrator), it shall promptly give notice thereof to the Administrator. The Administrator shall take such action concerning a Termination Event or an Unmatured Termination Event as may be directed by the Majority Purchaser Agents (unless such action otherwise requires the consent of all Purchasers, the LC Bank and/or the Required LC Participants), but until the Administrator receives such directions, the Administrator may (but shall not be obligated to) take such action, or refrain from taking such action, as the Administrator deems advisable and in the best interests of the Purchasers and the Purchaser Agents.

  • Termination Event; Notice (a) The Purchase Contracts and all obligations and rights of the Company and the Holders thereunder, including the Holders’ obligation and right to purchase and receive shares of Common Stock and to receive accrued and unpaid Contract Adjustment Payments (including any deferred Contract Adjustment Payments (including Compounded Contract Adjustment Payments thereon)), shall immediately and automatically terminate, without the necessity of any notice or action by any Holder, the Purchase Contract Agent or the Company, if, prior to or on the Purchase Contract Settlement Date, a Termination Event shall have occurred. In the event of such a termination of the Purchase Contracts as a result of a Termination Event, Holders of such Purchase Contracts will not have a claim in bankruptcy under the Purchase Contract with respect to the Company’s issuance of shares of Common Stock or the right to receive Contract Adjustment Payments. (b) Upon and after the occurrence of a Termination Event, the Units shall thereafter represent the right to receive the Notes (or security entitlements with respect thereto) underlying the Applicable Ownership Interests in Notes, the Treasury Securities or the Applicable Ownership Interests in the Treasury Portfolio, as the case may be, forming part of such Units, and any other Collateral, in each case, in accordance with the provisions of Section 3.15. Upon the occurrence of a Termination Event, (i) the Company shall promptly thereafter give written notice to the Purchase Contract Agent, the Collateral Agent and the Holders, at their addresses as they appear in the Security Register and (ii) the Collateral Agent shall, in accordance with Section 3.15, release the Notes (or security entitlements with respect thereto) underlying the Pledged Applicable Ownership Interests in Notes or the Applicable Ownership Interests in the Treasury Portfolio (as specified in clause (i) of the definition of Applicable Ownership Interest in the Treasury Portfolio) forming a part of each Corporate Unit or the Treasury Securities forming a part of each Treasury Unit, as the case may be, and any other Collateral from the Pledge.

  • Termination Upon Notice Following thirty (30) days’ written notice, the State Entity may terminate the Contract in whole or in part without the payment of any penalty or incurring any further obligation to the Contractor. Following termination upon notice, the Contractor shall be entitled to compensation, upon submission of invoices and proper proof of claim, for goods and services provided under the Contract to the State Entity up to and including the date of termination.

  • Contract Termination debarment. A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination of the contract, and for debarment as a contractor and a subcontractor as provided in 29 CFR 5.12.

  • Termination Notices If at any time prior to 5:00 p.m. (Eastern time) on June 29, 2016 (the “Property Approval Period”), the Title Company receives a notice from Purchaser that Purchaser has exercised its termination right under Section 5.4, the Title Company, within three (3) Business Days after the receipt of such notice, will deliver the Xxxxxxx Money Deposit to Purchaser. If at any time, except as provided in the preceding sentence, the Title Company receives a certificate of either Sellers or of Purchaser (for purposes of this Section 4.6, the “Certifying Party”) stating that: (a) the Certifying Party is entitled to receive the Xxxxxxx Money Deposit pursuant to the terms of this Agreement, and (b) a copy of the certificate was delivered as provided herein to the other party (for purposes of this Section 4.6, the “Other Party”) prior to or contemporaneously with the giving of such certificate to the Title Company, then, the Title Company shall notify the Other Party in writing of the Title Company’s receipt of such certificate. Unless the Title Company has then previously received, or receives within five (5) Business Days after such written notification to the Other Party of the Title Company’s receipt of the Certifying Party’s certificate, contrary instructions from the Other Party, the Title Company, within one (1) Business Day after the expiration of the foregoing five (5) Business Day period, will deliver the Xxxxxxx Money Deposit to the Certifying Party, and thereupon the Title Company will be discharged and released from any and all liability hereunder. If the Title Company receives contrary instructions from the Other Party within five (5) Business Days following such written notification to the Other Party of the Title Company’s receipt of said certificate, the Title Company will not so deliver the Xxxxxxx Money Deposit, but will continue to hold the same pursuant hereto, subject to Section 4.7.

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